Searching over 5,500,000 cases.


searching
Buy This Entire Record For $7.95

Download the entire decision to receive the complete text, official citation,
docket number, dissents and concurrences, and footnotes for this case.

Learn more about what you receive with purchase of this case.

LLC v. Easton Buffet LLC

United States District Court, E.D. Pennsylvania

September 24, 2019

ARC DBPPROP001, LLC
v.
EASTON BUFFET LLC, et al.

          MEMORANDUM

          Juan R. Sánchez, C.J.

         Plaintiff ARC DBPPROP001, LLC (ARC) brings this action pursuing breach of contract and ejectment claims against Defendants Easton Buffet LLC (Easton), and Jin Chun Yang and Dan Li (collectively, the Guarantors). ARC alleges Easton breached its commercial lease agreement with ARC by failing to pay amounts owed and, due to its breach, is in unlawful possession of the leased property. In seeking relief, ARC also alleges the Guarantors are liable as personal guaranties on the lease. The parties have filed cross-motions for summary judgment pursuant to Federal Rule of Civil Procedure 56. Because there is no genuine issue of material fact regarding ARC’s claims for relief and Defendants’ liability, the Court will grant ARC’s Motion for Summary Judgment and deny Defendants’ Motion for Summary Judgment.

         FACTS[1]

         ARC is in the business of leasing commercial real property and improvements. The commercial property at issue in this action is a parcel of land and commercial building within the Warrington Retail Center Condominium located at 377 Easton Road, Warrington, Pennsylvania 18976 (the Premises). See Pl.’s Ex. 1-A, 1-B. Pursuant to multiple assignment of lease agreements, ARC became the tenant to the Premises under a lease agreement (the Ground Lease) with PR Warrington Limited Partnership, as landlord, on January 8, 2014. See Pl.’s Ex. 1-B, 1-I. Also, ARC became the landlord to the Premises under another lease agreement (the Master Lease Agreement, MLA) with Hometown Buffet, Inc. (HTB) and OCB Realty Co. (OCB), each as tenant. See Id . Ex. 1-F. At the time of filing this action, the Premises was subject to two leases, the Ground Lease and the MLA. ARC is the tenant under the Ground Lease and the landlord under the MLA.

         The Ground Lease was originally entered into on February 9, 2000, and provided a 10-year lease term with four renewal options of five years each. See Id . Ex. 1-B. The original parties to the Ground Lease were OCB, as tenant, and PR Warrington Limited Partnership, as landlord. See Id . OCB subsequently assigned its rights, title and interest in, to and under the Ground Lease to FP2-7, LLC (FP2-7) on December 11, 2002. See Id . Ex. 1-C. On the same day, FP2-7 subleased the Premises to FP2 LLC (FP2). See Id . Ex. 1-E. FP2, then, as landlord, entered into the MLA with HTB and OCB, each as tenant. See Id . Ex. 1-F.

         On June 30, 2008, OCB, as Sublessor, subleased the property to Easton, as Sublessee (the Easton Buffet Sublease). See Pl.’s Ex. 1-G; Compl. Ex. F. The Easton Sublease provides several terms over 13 pages, incorporates PR Warrington and FP2’s consent, and includes three attached Schedules and two amendments. See Id . On the signature page of the Easton Sublease, Yang signed on behalf of Easton and beneath her signature she wrote “Owner.” See id.; Yang Dep. 34:8-34:21. All documents attached to the Easton Sublease, including a Nondisturbance and Attornment Agreement, were signed by Yang on behalf of Easton. See id. On each signature page she listed herself as either the “Owner” or “Managing Member” of Easton. See id.

         The Easton Sublease provides for Easton’s right to possess and use the Premises and in consideration thereof, Easton is required to pay certain amounts of Minimum Rent and Additional Rent to the Sublessor. The Easton Sublease states:

6.1 Minimum Rent. In addition to the Purchase Price (as defined in Section 18.2 hereof), Sublessee shall pay to Sublessor, without deduction, setoff, notice, or demand, as minimum rent for the Premises, any and all amounts due under the [MLA] with respect to the Premises, including any and all Required Payments, Basic Rent, Prime Lease Basic Rent, Additional Rent and any and all other amounts due from time to time under the terms of the [MLA] and any applicable Prime Lease (as defined in the [MLA]) (collectively, the “Minimum Rent”).
6.2 Additional Rent. If [the MLA] requires Sublessor to pay to Master Lessor all or a portion of the expenses of operating the building, shopping center, development and/or project of which the Premises are a part (“Additional Rent) . . . then Sublessee shall pay to Sublessor all such Additional Rent.
. . .
Additional Rent is due to Master Lessor, and shall include, but not limited to, the following amounts:
(1) all taxes . . . charged to the Premises . . .; and
(2) all common area maintenance expenses . . . charged to the Premises.

Pl.’s Ex. 1-G, § 6.1-6.2. As part of this obligation to pay Minimum and Additional Rent (collectively, Rent), the parties agreed an Event of Default occurs if “Sublessee defaults in any payment of Rent when due.” See Id . §§ 27, 27.8.

         In addition to the Easton Sublease, the Guarantors signed “Schedule 2 – Guaranty of Lease” (the Guaranty), in which they each signed individually agreeing to guaranty “all of the obligations of Sublessee under the Sublease.” See Pl.’s Ex. 1-G, 21. The Guaranty states:

This is a continuing and irrevocable Guaranty and such powers may be exercised as often as necessary, as well as after the expiration of the original term and/or during any extension or renewal of the Sublease. In the event the Sublease is assigned pursuant to its terms, then this Guaranty shall continue in full force and effect unless a written release of this Guaranty is executed by Sublessor. The liability of each of the Sublease Guarantors under this Guaranty is absolute and unconditional without the necessity of Sublessor first obtaining a judgment against Sublessee. . . . Each of the Sublease Guarantors agrees that without prior notice to or consent of any of the Sublease Guarantors, Sublessor and Sublessee may agree to extend or modify any term or provision of the Sublease, and each of the Sublease Guarantors shall be bound by such extension or modification as if such Sublease Guarantor had expressly consented thereto. . . .

See id.

         On January 8, 2014, FP2-7 assigned all of its rights, title and interest in, to and under the Ground Lease to ARC pursuant to the terms of a Memorandum of Assignment (the MOA) and Ground Lease Assignment. See Pl.’s Ex. 1-I; Pl.’s Resp. to Defs.’ Mot. for Summ. J. Ex. ii. On that same day, FP2 assigned all of its rights, title and interest in, to and under the MLA to ARC, as assignee. See Pl.’s Ex. 1-K. As a result of this transaction, ARC ...


Buy This Entire Record For $7.95

Download the entire decision to receive the complete text, official citation,
docket number, dissents and concurrences, and footnotes for this case.

Learn more about what you receive with purchase of this case.